Empty City, Lonesome Town
by SnowPrincessMossy
Summary: It was cold. The city was an empty shell of what it once had been. Only a few people roamed this abandoned town. Most people were either in hiding or had moved away. OxA mention of UxY. Part Two A Battle Not Worth Winning Is Complete.


**Disclaimer: I do not own Code Lyoko or the song Never Mind Me.**

**Claimer: I do own the Vamolf and Lucy.**

_If you see me on the street, lookin' like I ain't slept in a week, hey_

_Don't worry baby_

It was cold. The city was an empty shell of what it once had been. Only a few people roamed this abandoned town. Most people were either in hiding or had moved away. The buildings stood, empty, gaping windows revealing little of what once had been. There were two girls sitting on the sidewalk. They looked cold and tired; hardly any fight left in them. Farther down the street a figure could be seen, too far away yet to make out anything distinct, except that his head appeared spiked, probably hair, but it was hard to tell.

_Find me closing down the bar, catch me crawlin' to my car, hey_

_Just look the other way_

_And if I'm by myself with a twisted face fillin up on comfortable space_

Out of an alleyway stepped a creature with box-like paws and head. It was white, with a black marking on its chest. A fang, partially white, partially blood red, hung from a collar that was etched with words, to small to make out from any distance. The collar was matched by a strap that ran from the collar down under its ribcage, attaching to the collar again at the back. That was also etched with words, to faint to make out.

"No!" The girl with pink hair screamed, "Lucy! Lucy get up!"

_Never mind me_

_(I'll be just fine talkin' to myself)_

The other girl, Lucy, was asleep, her head resting uncomfortably on the brick wall behind her.

"Lucy!" The pink haired girl screamed again.

Lucy opened her eyes wide with fright, staring straight at the creature, which hadn't moved since its appearance.

"Vamolf," Lucy breathed, "Aelita, run."

"Not without you." The other girl, Aelita, said stubbornly.

The figure that had been in the distance before now stood with the girls.

"Aelita, run." He ordered calmly, turning to face the creature, the Vamolf.

"I'm not leaving you two to die just like Yumi and Ulrich." Aelita said; her green eyes were tinged with guilt, dread, and the solidity of her decision.

_Never mind me_

_(Sittin' all alone inside my personal hell)_

"Ulrich's alive, go find him and Jeremie." The boy ordered.

"No!" Aelita yelped in surprise as Lucy flung herself in front of herself and the boy.

"Odd, Aelita, run!" Lucy said, her tone gave them little choice.

"Let's go Aelita." the boy, Odd, said, taking Aelita's arm and dragging her away.

"Lucy!" Aelita called over her shoulder, watching as the Vamolf leapt onto her friend, sinking it's long, fang-like teeth into her neck. Watching as Lucy's mouth opened in one final scream of terror and pain that nobody would ever hear. Watching as Lucy's blood poured out of her neck, only to get lapped up by the Vamolf's mighty red tongue. The Vamolf looked up, Lucy's blood smeared across its normally white jowls; it's snowy white paws standing in the pool Lucy's blood was creating on the cracked old street.

_I'm just doing fine_

_Never mind me_

"Lucy." Aelita whispered sadly, tearing her gaze away from the awful scene, and turned her attention to where she was putting her feet so she didn't trip on the overgrown street. Leaping over big chunks of concrete and avoiding spraining their ankles in potholes the pair ran on.

_Well if you can't comprehend why I'd be kissin' your best friend, hey_

_Just keep on walkin' baby_

Odd turned into an alleyway, tugging Aelita after him. Only then did the realization of what had just happened hit Aelita.

"Lucy," She sniffed, tears coming to her eyes.

"Lucy's dead." Odd stated grimly, "You scared me."

When Aelita looked confused Odd held both of her hands in his and sighed.

"I thought you were going to die back there," He explained, "And if that happened, I don't know how I could go on."

Aelita's tears slid down her face and she leaned into Odd, "I was scared too."

"I know." Odd said softly, slipping his hands around Aelita's waist and drawing her into a kiss.

It was then when Ulrich made his presence known.

"Get a room." He said, his voice dry, cracking with the effort.

"Ulrich!" Aelita yelped happily, "I thought…"

"So did I." Ulrich said, cutting her off. He sat, propped up against an old dumpster and a wall.

"Where's Jeremie?" Odd asked urgently.

"The Vamolf." Ulrich croaked, "There's two of them, he led it away."

"Is he?" Aelita gasped.

"I don't know." Ulrich croaked grimly, "I wish I did."

_'Cause when you're sittin' on the edge of a twenty story ledge, oh_

_Don't try to save me, no_

It was then that Aelita noticed Ulrich's arm.

"What happened?" She asked, pointing Ulrich's left arm, whish was twisted grotesquely, and gone from the elbow down.

"Vamolf." Ulrich replied, "It got my arm. Heard the elbow pop out and everything. I'm lucky I escaped with my life."

"Yumi didn't get so lucky." Odd added grimly.

Ulrich nodded, averting his eyes so that he could stare sadly at the ground.

_I'm probably lookin' at the sky just tryin' to find a reason why_

"So it's just us three then huh?" Ulrich croaked finally.

"Maybe four." Aelita offered, though little hope shone in her eyes.

"Let's change that statement then, you two, possible Jeremie, and a hopeless cripple." Ulrich said.

"Not hopeless." Aelita chided.

_Never mind me_

_(I'll be just fine talkin' to myself)_

"It's not safe here, the Vamolves can smell my blood, they'll find us here." Ulrich stated.

"Where else is there?" Aelita asked.

"You two have to go." Ulrich said firmly.

"No, we're not leaving you." Aelita said, sadness creeping into her voice and tears threatening to fall from her emerald eyes.

Odd looked sadly at Ulrich.

"Where could we go?" he asked.

_Never mind me_

_(Sittin' all alone inside my personal hell)_

"Nowhere!" Aelita said firmly, "We're not going anywhere!"

"You have to." Ulrich said, "Please, leave me here, I'm hardly worth anything now."

"You're wrong." Odd said, "You're worth a lot more than you think."

"Not now, I'll only get you killed, leave." Ulrich said, pain and sadness mixing in his brown eyes.

_I'm just doing fine_

_Never mind me_

"We can't leave you!" Aelita argued.

"You can, and you will." Ulrich said sternly, "Now go."

Just then, a Vamolf leapt up from behind the dumpster. This one looked just like the last one, except for that it was all black, with a white symbol on its chest.

"GO!" Ulrich ordered as forcefully as he could, staring at the symbol on the Vamolf's chest determinedly, "I'll tell Yumi that you're all right."

"No!" Aelita yelled; her voice filled with tears.

"Come on Aelita, we haven't got a choice!" Odd said solemnly, grabbing her arm and pulling her out of the alleyway and down the street.

_Don't remind me I'm not crazy_

_Don't rewind me and replay me_

_I'm just fine_

They heard Ulrich's painful scream as the Vamolf bit him. Aelita shut her eyes tight and ran, tears leaking out of her eyes.

"Yumi, Lucy, Jeremie, Ulrich." Aelita whispered, "All gone, just us two now."

_Never mind me_

_(I'll be just fine talkin' to myself)_

Odd finally slowed, pulling Aelita to the side of the street, gasping for breath, tears stinging his eyes.

"Aelita, we have to get out of here." He said.

"Why? We could have gotten out a long time ago Odd. It's too late now; we lost Yumi, Ulrich, Lucy and Jeremie. It's over, XANA won."

"He can't win, not as long as we live." Odd said encouragingly.

"This is hardly what I call living." Aelita growled.

"We could get away, start a new life, without Vamolves or XANA." Odd pleaded, "We need to get out of this place."

_Never mind me_

_(Sittin' all alone inside my personal hell)_

"Then you go." Aelita said, "I'm not going anywhere."

"Aelita! After all this, you're going to stay here and get yourself killed?" Odd said, surprise and hurt evident in his voice.

"I'd rather stay here, and finish the fight that we all started." Aelita said, "I couldn't live knowing that I just abandoned all of my friends, after promising them all that we would see the death of XANA."

Odd looked hurt, then turned his face away. "You're right, but I don't know if I can do this, what if you get hurt?"

"I won't, not if we can fight together." Aelita said softly, "Can we do that?"

"Do I have a choice?" Odd asked, smiling grimly.

"Not really." Aelita replied.

_I'm just doing fine_

_Never mind me_

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**I might add another part. Let me know what you think.**


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